Section 416. Remedies Subject to Applicable Law...................................57 ARTICLE FIVE
Section 416. The second sentence of Section 4.16 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: “The proceeds of the Delayed Draw Term Loans shall be used solely to refinance the 2014 Convertible Unsecured Notes contemporaneously with (or within five (5) Business Days thereafter) the repayment, purchase or redemption thereof by the Loan Parties and to pay related fees and expenses; provided that up to 50% of the aggregate Delayed Draw Term Commitments (i.e., up to $21,750,000) may be used to reimburse, on a dollar for dollar basis, the Loan Parties for prior cash repayments, purchases or redemptions of the 2014 Convertible Unsecured Notes made by the Loan Parties after Closing Date pursuant to Section 7.6(i) that were not contemporaneously (or within five (5) Business Days) refinanced with the proceeds of the Delayed Draw Term Loans and not otherwise previously refinanced with the proceeds of the Delayed Draw Term Loans, and to pay related fees and expenses.”
Section 416. Insurance....................................................................................12
Section 416. Third Party Beneficiaries.. . . . . . . . . . . . . . . . . 30 ARTICLE FIVE THE TRUSTEE Section 501. Certain Duties and Responsibilities.. . . . . . . . . . . . 31
Section 416. Rights Issued in Respect of Common Stock Issued Upon Conversion.............................................. 59
Section 416. Transactions with Affiliates........................... 35 Section 417. Financial Covenants.................................... 35
Section 416. Section 4.1.6 of the Agreement is hereby deleted and replaced with the following:
Section 416. If at any time after a Suspension Date, a credit rating assigned to the Notes is downgraded from an Investment Grade Rating by any Rating Agency or if a Default or Event of Default occurs and is continuing, then the Suspended Covenants will thereafter be reinstated as if such covenants had never been suspended (the “Reinstatement Date”) and be applicable under this Indenture (including in connection with performing any calculation or assessment to determine compliance with the terms of this Indenture), unless and until the Notes subsequently attain an Investment Grade Rating from both Rating Agencies and no Default or Event of Default is in existence (in which event the Suspended Covenants shall no longer be in effect for such time that the Notes maintain an Investment Grade Rating from both Rating Agencies and no Default or Event of Default is in existence); provided, however, that no Default, Event of Default or breach of any kind shall be deemed to exist under this Indenture, the Notes or the Note Guarantees with respect to the Suspended Covenants based on, and none of the Company or any of its Subsidiaries shall bear any liability for, any actions taken or events occurring during the Suspension Period (as defined below), regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. The period of time between the Suspension Date and the Reinstatement Date is referred to as the “Suspension Period.” On the Reinstatement Date, (i) all Indebtedness incurred during the Suspension Period will be deemed to have been outstanding on the Issue Date, so that it is classified under clause (2) of the definition of Permitted Debt and (ii) any Investment made after the Suspension Date will be deemed to have been made on the Issue Date, so that it is classified under clause (15) of the definition of Permitted Investment. Calculations made after the Reinstatement Date of the amount available to be made as Restricted Payments under Section 4.07 will be made as though Section 4.07 had been in effect since the Issue Date and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amount available to be made as Restricted Payments under Section 4.07(a). During any period when the Suspended Covenants are suspended, the Board of Directors of the Company may not designate any of the Company’s Subsidiaries as Unrestricted Subsidiarie...
Section 416. Limitation on Lines of Business.................................................... 80 Section 417. Payments for Consent............................................................... 80
Section 416. Transactions with Affiliates............................ 35 Section 417. Dissolution of Certain Subsidiaries..................... 35
